ONTARIO INTERNATIONAL AIRPORT AUTHORITY COMMISSION AGENDA REGULAR MEETING

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2 ONTARIO INTERNATIONAL AIRPORT AUTHORITY COMMISSION AGENDA REGULAR MEETING JULY 25, 2017 AT 3:00 P.M. Ontario International Airport Administration Offices 1923 E. Avion Street, Room 100, Ontario, CA Alan D. Wapner President Ronald O. Loveridge Vice President Jim W. Bowman Commissioner Curt Hagman Commissioner Mark A. Thorpe Interim Chief Executive Officer Lori D. Ballance General Counsel Jeff P. Reynolds Treasurer Vacant Secretary Welcome to the Regular Meeting of the Ontario International Airport Authority. All documents for public review are on file at the Ontario International Airport Administration Offices located at 1923 E. Avion Street, Ontario, CA Anyone wishing to speak during public comment or on a item will be required to fill out a blue slip. Blue slips must be turned in prior to public comment beginning or before an agenda item is taken up. The Secretary/Assistant Secretary will not accept blue slips after that time. Comments will be limited to 3 minutes. Speakers will be alerted when they have 1-minute remaining and when their time is up. Speakers are then to return to their seats and no further comments will be permitted. In accordance with State Law, remarks during public comment are to be limited to subjects within the Authority s jurisdiction. Remarks on other agenda items will be limited to those items. Remarks from those seated or standing in the back of chambers will not be permitted. All those wishing to speak, including Commissioners and Staff, need to be recognized by the Authority President before speaking E AVION STREET, ONTARIO, CA

3 July 25, 2017 ORDER OF BUSINESS The Authority meeting begins with Closed Session and Closed Session comment at 3:00 p.m., Public Comment at 3:15 p.m. immediately followed by the Regular Meeting. (EQUIPMENT FOR THE HEARING IMPAIRED IS AVAILABLE UPON REQUEST AT THE REGULAR MEETING.) CALL TO ORDER (OPEN SESSION) 3:00 p.m. ROLL CALL Loveridge, Bowman, Hagman, President Wapner PLEDGE OF ALLEGIANCE CLOSED SESSION PUBLIC COMMENT: The Closed Session Public Comment portion of the Authority meeting is limited to a maximum of 3 minutes for each speaker and comments will be limited to matters appearing on the Closed Session. Additional opportunities for further Public Comment will be given during and at the end of the meeting. CLOSED SESSION GC (d)(2), CONFERENCE WITH LEGAL COUNSEL, ANTICIPATED LITIGATION: Three (3) cases. GC (d) and , CONFERENCE WITH LEGAL COUNSEL, LIABILITY CLAIM Claimant: (Kelly Fredericks); Agency claimed against: (OIAA) GC 54957, PUBLIC EMPLOYMENT Title: Interim Chief Executive Officer In attendance: Loveridge, Bowman, Hagman, President Wapner REPORT ON CLOSED SESSION General Legal Counsel 1923 E. AVION STREET, ONTARIO, CA

4 July 25, 2017 PUBLIC COMMENTS 3:15 p.m. The Public Comment portion of the Authority meeting is limited to 30 minutes with each speaker given a maximum of 3 minutes. An opportunity for further Public Comment may be given at the end of the meeting. Under provisions of the Brown Act, the Commission is prohibited from taking action on oral requests. As previously noted -- if you wish to address the Commission, fill out one of the blue slips at the rear of the chambers and give it to the Secretary/Assistant Secretary. AGENDA REVIEW/ANNOUNCEMENTS The Chief Executive Officer will go over all updated materials and correspondence received after the Agenda was distributed to ensure Commissioners have received them. CONSENT CALENDAR All matters listed under CONSENT CALENDAR will be enacted by one motion in the form listed below there will be no separate discussion on these items prior to the time Commission votes on them, unless a member of the Commission requests a specific item be removed from the Consent Calendar for a separate vote. Each member of the public wishing to address the Authority on items listed on the Consent Calendar will be given a total of 3 minutes. 1. APPROVAL OF MINUTES Minutes for the regular meeting of the Ontario International Airport Authority on May 23, 2017 and the special meetings of June 12, 2017, June 17, 2017, and July 5, 2017 approving same as on file with the Secretary/Assistant Secretary. 2. BILLS/PAYROLL Bills June 1, 2017 through June 30, 2017 and Payroll June 1, 2017 through June 30, APPROVAL OF MEETING STIPENDS That the Ontario International Airport Authority Commission approve meeting stipends for Commissioner Hagman E. AVION STREET, ONTARIO, CA

5 July 25, SECOND READING AND ADOPTION OF AN ORDINANCE OF THE COMMISSION OF THE ONTARIO INTERNATIONAL AIRPORT AUTHORITY, ESTABLISHING A CONFLICT OF INTEREST CODE. That the Ontario International Airport Authority Commission adopt Ordinance No establishing a Conflict of Interest Code as required by the Political Reform Act (Government Code Section 81000, et seq). Introduction and first reading took place at a regular meeting on May 23, ORDINANCE NO AN ORDINANCE OF THE COMMISSION OF THE ONTARIO INTERNATIONAL AIRPORT AUTHORITY, APPROVING A CONFLICT OF INTEREST CODE AND MAKING FINDINGS IN SUPPORT THEREOF. 5. RATIFYING THE USA-TAIWAN PROMOTION OF EXCHANGE BETWEEN AIRPORT CITIES AND OPERATORS JOINT STATEMENT OF JULY 6, 2017 That the Ontario International Airport Authority (OIAA) ratify the USA-Taiwan Promotion of Exchange between the Airports Cities and Operators Joint Statement that was executed at a signing ceremony that took place on Thursday, July 6, APPROVE A CONSULTATION AGREEMENT WITH WOODLAWN CONSULTING, LLC FOR CONSULTING SERVICES RELATING TO LAND DEVELOPMENT AND OTHER RELATED PROCEEDINGS OF THE ONTARIO INTERNATIONAL AIRPORT AUTHORITY That the Ontario International Airport Authority approve a Consultation Agreement with Woodlawn Consulting, LLC for consulting services relating to land development and other related proceedings of the Ontario International Airport Authority. 7. APPROVE A CONSULTATION AGREEMENT WITH WORTHINGTON PARTNERS, LLC FOR CONSULTING SERVICES RELATING TO THE GENERAL ADMINISTRATION OF ONTARIO INTERNATIONAL AIRPORT AUTHORITY That the Ontario International Airport Authority approve a Consultation Agreement with Worthington Partners, LLC for consulting services relating to the general administration of Ontario International Airport Authority E. AVION STREET, ONTARIO, CA

6 July 25, 2017 ADMINISTRATIVE REPORTS/DISCUSSION/ACTION 8. AUTHORIZE APPROVAL OF THE CEO TO NEGOTIATE AND EXECUTE A SIX-MONTH CONTRACT BETWEEN MEAD & HUNT AND THE OIAA FOR MONTH-TO-MONTH ENGINEERING, ARCHITECTURAL, SURVEY, AND CONSTRUCTION INSPECTION SUPPORT SERVICES AT THE ONTARIO INTERNATIONAL AIRPORT That the Ontario International Airport Authority authorize the CEO to negotiate and sign a contract with Mead & Hunt for as-needed engineering, architectural, survey, and construction inspection support services at the airport for a six (6) month period, for a not-to-exceed monthly amount of (up to) $60,000 until OIAA staff is able to procure similar services from one or more firms via a Request for Qualifications process. 9. APPROVE AND AUTHORIZE EXECUTION OF SECOND AMENDMENT TO LEASE ONT 7994 BETWEEN ONTARIO INTERNATIONAL AIRPORT AUTHORITY AND GUARDIAN AIR SERVICES, LLC AT ONTARIO INTERNATIONAL AIRPORT That the Ontario International Airport Authority Commission approve and authorize execution of the second amendment to Lease ONT 7994 between Ontario International Airport Authority and Guardian Air Services, LLC at Ontario International Airport. 10. AUTHORIZE APPROVAL OF THE CEO TO NEGOTIATE AND EXECUTE TWO CONTRACTS FOR AIRPORT MEDIA AND ADVERTISING CONCESSION SERVICES AT THE ONTARIO INTERNATIONAL AIRPORT That the Ontario International Airport Authority (OIAA) authorize the CEO to negotiate and sign the following two contracts: (1) an Airport Advertising Agreement (for in-terminal, outdoor, and airport parking advertising programs at Terminals 2 and 4) with Lamar Alliance Airport Advertising Company; and (2) a Sign Location Lease (for outdoor static and digital billboard sign locations) with The Lamar Companies. 11. ACCEPTANCE OF A GRANT AWARD FROM THE FEDERAL AVIATION ADMINISTRATION OF FUNDS FROM THE AIRPORT IMPROVEMENT PROGRAM That the Ontario International Airport Authority (OIAA) authorize the Chief Executive Officer to execute all documents necessary to accept a grant-in-aid in an amount not to exceed $8.5 million from the Federal Aviation Administration (FAA) provided through the Airport Improvement Program to cover percent of the eligible portion of the Taxiway S&W Intersection Repair Project. STAFF MATTERS 1923 E. AVION STREET, ONTARIO, CA

7 July 25, 2017 COMMISSION MATTERS President Wapner Vice President Loveridge Commissioner Bowman Commissioner Hagman ADJOURNMENT This meeting will be adjourned due to a lack of quorum to Wednesday, July 26, 2017 at 3:00 p.m. and held at the Ontario International Airport Administration Offices, 1923 E. Avion Street, Ontario, California, E. AVION STREET, ONTARIO, CA

8 ONTARIO INTERNATIONAL AIRPORT AUTHORITY CLOSED SESSION REPORT OIAA// (GC ) July 25, 2017 ROLL CALL: Bowman, Hagman, Loveridge, President Wapner. STAFF: CEO, General Counsel In attendance: Loveridge _, Bowman _, Hagman _, President Wapner _. GC (d)(2), CONFERENCE WITH LEGAL COUNSEL, ANTICIPATED LITIGATION: Three (3) cases. No Reportable Action Continue Approved / / / / / / Disposition: STAFF: CEO, General Counsel In attendance: Loveridge _, Bowman _, Hagman _, President Wapner _. GC (d) and , CONFERENCE WITH LEGAL COUNSEL, LIABILITY CLAIM Claimant: (Kelly Fredericks); Agency claimed against: (OIAA) No Reportable Action Continue Approved / / / / / / Disposition: 1

9 ONTARIO INTERNATIONAL AIRPORT AUTHORITY CLOSED SESSION REPORT OIAA// (GC ) July 25, 2017 (continued) In attendance: Loveridge _, Bowman _, Hagman _, President Wapner _. GC 54957, PUBLIC EMPLOYMENT Title: Interim Chief Executive Officer No Reportable Action Continue Approved / / / / / / Disposition: Reported by: General Legal Counsel / Chief Executive Officer 2

10 ONTARIO INTERNATIONAL AIRPORT AUTHORITY REGULAR COMMISSION MEETING MINUTES TUESDAY, MAY 23, 2017 (Not Official Until Approved) A regular meeting of the Ontario International Airport Authority was held on Tuesday, May 23, 2017, at 1923 E. Avion Street, Room 100, Ontario, California. Notice of said meeting was duly given in the time and manner prescribed by law. CALL TO ORDER Commission President Wapner called the Ontario International Airport Authority Commission meeting to order at 3:00 p.m. ROLL CALL PRESENT: Commissioners: Lucy Dunn, Jim W. Bowman, Curt Hagman, Ronald O. Loveridge and Alan D. Wapner ABSENT: Commissioners: None Also present were: Chief Executive Officer Kelly J. Fredericks, General Counsel Lori D. Ballance, and Commission Clerk and Assistant Secretary Claudia Y. Isbell. PLEDGE OF ALLEGIANCE The Pledge of Allegiance was led by Secretary Dunn. Hearing no requests to speak, President Wapner recessed the regular meeting of the Ontario International Airport Authority to Closed Session at 3:01 p.m. with all members present. CLOSED SESSION GC , CONFERENCE WITH REAL PROPERTY NEGOTIATORS Property: 1923 E. Avion Street, Terminals #1 and #2, Ontario, CA; Negotiator: Kelly J. Fredericks; Negotiating Parties: Hudson Group Retail Specialist; Under Negotiation: Price and terms of payment. GC , CONFERENCE WITH REAL PROPERTY NEGOTIATORS Property: 1150 S. Vineyard Avenue, Ontario, CA 91761; Negotiator: Kelly J. Fredericks; Negotiating Parties: Guardian Air Services, LLC; Under Negotiation: Price and terms of payment. Item No. 01

11 Ontario International Airport Authority Commission Regular Meeting Tuesday, May 23, 2017 Page 2 of 7 GC (d)(2), CONFERENCE WITH LEGAL COUNSEL, ANTICIPATED LITIGATION: Three (3) cases. The Ontario International Airport Authority Commission meeting was reconvened in public session at 3:26 p.m. CLOSED SESSION REPORT General Legal Counsel Ballance announced there was no reportable action. PUBLIC COMMENTS Nicholas Chang, Senior Vice President of NAI Capital, stated his firm has assembled a team that developed a best in class marketing strategy, brokerage strategy, and entitlement and due diligence strategy designed to maximize the value of the land, identify buyers, and that the buyer s and the Authority s goals align. Mr. Chang asked for individual meetings with the Commissioners so that he may share more information. President Wapner spoke on the Brown Act and asked that Mr. Chang check with Legal Counsel regarding the specifics. Bryan Bentrott, stated his interest in helping the Authority with their land holdings. He stated there was an opportunity for outright sale, joint ventures as well as ground leases. He added that when developers compete, the Authority will win. Bob Spence, Commercial Broker, stated he represents Chinese logistics companies and other companies who have expressed a large interest in locating facilities at the airport and added that there were plenty of people who wanted to talk to Commissioners whenever they were ready to engage in that process. CONSENT CALENDAR MOTION: Moved by Secretary Dunn, seconded by Commissioner Hagman and carried by unanimous vote to approve the Consent Calendar as presented. 1. APPROVAL OF MINUTES Minutes for the special meetings of the Ontario International Airport Authority on April 27, 2017 and May 6, 2017, approving same as on file with the Secretary/Assistant Secretary. 2. APPROVAL OF MEETING STIPENDS The OIAA Commission approved meeting stipends for Commissioner Hagman.

12 Ontario International Airport Authority Commission Regular Meeting Tuesday, May 23, 2017 Page 3 of 7 ADMINISTRATIVE REPORTS/DISCUSSION/ACTION 3. APPROVE AND AUTHORIZE PERMANENT REMOVAL FROM CONSIDERATION ON FUTURE COMMISSION AGENDAS REGARDING THE PROFESSIONAL SERVICES CONTRACT FOR C&S ENGINEERS, INC. TO PREPARE AN AIRPORT MASTER PLAN AND ENVIRONMENTAL ANALYSIS FOR ONTARIO INTERNATIONAL AIRPORT CONTINGENT UPON SIGNATORY AIRLINE SUPPORT ITEM 04 CONTINUED FROM APRIL 27, 2017 The OIAA Commission: (1) Approved and authorized permanent removal from consideration on future Commission agendas the Professional Services Contract with C&S ENGINEERS, INC. to prepare an airport master plan and environmental analysis for Ontario International Airport contingent upon signatory airline support; (2) Authorized OIAA staff to modify and re-scope the Airport Master Plan project and related environmental analysis, subject to Commission approval; and (3) Authorized OIAA staff to initiate, at the appropriate time, a new RFQ and bid process for professional consulting services to prepare a modified and re-scoped Airport Master Plan project and related environmental analysis as approved by the Commission. Chief Executive Officer Fredericks apologized for the language stating that it appeared the Master Plan was being permanently removed and clarified permanent removal was not the case. He stated that based on the comments at the last Commission meeting as well as information received from other stakeholders such as the air carriers, the City of Ontario and the County of San Bernardino, staff thought it best to restart the process. He clarified that this process had to be terminated and removed from the agenda before starting a new process. Mr. Fredericks indicated staff s recommendation was to approve permanent removal of this item from the agenda and allow for a new process in partnership with the stakeholders. This would allow them to develop a new scope of services for the Master Plan and authorize staff to go through a qualification based selection process. He added that the Commission would be informed of the process and mentioned that staff would come back with a new recommendation at a future meeting. MOTION: Moved by Commissioner Hagman, seconded by Commissioner Bowman and carried by unanimous vote to permanently remove the item from consideration.

13 Ontario International Airport Authority Commission Regular Meeting Tuesday, May 23, 2017 Page 4 of 7 4. AUTHORIZE APPROVAL OF (1) THE CEO TO EXECUTE A CONTRACT BETWEEN SAN BERNARDINO COUNTY AND THE OIAA TO RECEIVE GENERAL FUNDS FROM THE COUNTY IN THE AMOUNT OF $250,000.00; (2) CEO TO USE THOSE FUNDS SPECIFICALLY FOR A SECURITY LANE EXPANSION PROJECT IN TERMINAL 4; AND (3) CEO TO NEGOTIATE AND EXECUTE A CONTRACT WITH HAFNER COMPANY, INC. FOR THE SECURITY LANE PROJECT The Ontario International Airport Authority: (1) authorized the CEO to sign an agreement between the Ontario International Airport Authority and the County of San Bernardino authorizing the County's contribution to the Ontario International Airport Authority for the security lane expansion project at Terminal 4; (2) authorized the CEO to use those funds for the security lane expansion project in Terminal 4; and, (3) authorized the CEO to negotiate and sign a contract with Hafner Company, Inc. for the security lane expansion project in Terminal 4 in the amount of $250, Chief Executive Officer Fredericks provided a staff report stating that staff has made an attempt to improve customer service throughout the facility. He noted that the County of San Bernardino is providing $250,000 which will cover the costs of an additional security lane at the Terminal 4 security check point. He added that this will dramatically enhance the customer experience. He stated this was reducing the cost of the air carriers and mentioned they were excited about the project. He stated that the additional lane should be in operation on or before September 30, President Wapner asked who was paying for staffing and equipment. Chief Executive Officer Fredericks indicated that staffing and equipment will be provided by the Transportation Security Administration (TSA). President Wapner asked if TSA was guaranteeing staff for the additional lane,how Hafner Company, Inc. was selected, and if there was a process. Chief Executive Officer Fredericks stated TSA has committed the staff and added that the firm was inherited as part of the transfer agreement and noted that this was one of the firms that was on-call previously selected by Los Angeles World Airport (LAWA). Commissioner Hagman commented that it was his understanding that this was partially paid for already by LAWA and has started implementation of the project. Chief Executive Officer Fredericks indicated he was unsure as to whether this was partially paid for by LAWA, but he did know this went through a procurement process. President Wapner asked if LAWA s procurement process matched OIAA s and asked if the Commission had approved a procurement process.

14 Ontario International Airport Authority Commission Regular Meeting Tuesday, May 23, 2017 Page 5 of 7 Chief Executive Officer Fredericks stated that the OIAA inherited and adopted LAWA s policies when the airport was transferred and added he was very confident that it was a good procurement process. President Wapner asked how much the contractor was charging for construction. Chief Executive Officer Fredericks indicated the entire package was a total of $250,000. President Wapner asked if it was a coincidence the company was charging the exact amount being approved. Chief Executive Officer Fredericks indicated it was not a coincidence and that staff had the amount well in advance. President Wapner asked if the amount would have been $150,000 would they have agreed to construction. Chief Executive Officer Fredericks indicated that staff had an estimate and asked for a specific amount from the County of San Bernardino in advance. Secretary Dunn asked how long it would take to have the new lane installed. Chief Executive Fredericks indicated, per the agreement, that the project would be completed on or before September 30, Secretary Dunn added that this was another great sign of visible improvement to the airport. MOTION: Moved by Commissioner Hagman, seconded by Commissioner Bowman and carried by a unanimous vote, to execute a contract with the County of San Bernardino and Hafner Company, Inc. PUBLIC HEARING 5. A PUBLIC HEARING TO CONSIDER AN ORDINANCE ESTABLISHING A CONFLICTS OF INTEREST CODE The Ontario International Airport Authority Commission introduced and read the title, and waived further reading by regular motion, of an Ordinance establishing a Conflict of Interest Code as required by the Political Reform Act (Government Code Section 81000, et seq); and directed staff to place the Ordinance on the Agenda for the next available regular meeting of the Commission for final consideration and passage.

15 Ontario International Airport Authority Commission Regular Meeting Tuesday, May 23, 2017 Page 6 of 7 Notice of public hearing was duly given and affidavits of compliance are on file with the Clerk of the Board. President Wapner opened the public hearing at 3:41 p.m. Seeing no one wishing to speak he closed the public hearing at 3:41 p.m. MOTION: Moved by Commissioner Bowman, seconded by Secretary Dunn and carried by a unanimous vote, to introduce an Ordinance Establishing a Conflict of Interest Code. STAFF MATTERS 6. ONTARIO INTERNATIONAL AIRPORT AUTHORITY TEAM UPDATE Chief Executive Officer report, Kelly Fredericks Chief Executive Officer announced the ONT was up 4.3 percent for the month of April with 3.6 percent increase in domestic flights and 26.6 in international service. He added that domestic flights were up 6.4 percent with a decrease in international flights of 3.8 percent but expects that to increase as Volaris is increasing flights. He noted that cargo flights are up 17 percent for the month and added that all carriers are growing. Mr. Fredericks indicated that staff has met with the air carriers to review a draft of the preliminary budget and noted that there are some minor changes that were made because of that meeting. He stated more information would be coming to Commissioners, and noted that an attempt was being made to schedule a special meeting in June to review the budget, rates and charges. President Wapner noted that all the documents relating to the budget were in draft format and encouraged his colleagues to reach out to the Chief Executive Officer with any questions. Mr. Fredericks also announced that staff intends to put out a Request for Proposals for On-call Architectural and plans on selecting three firms that will be utilized to implement the Capital Improvement Program. He noted that these items would be brought back to the Commission for approval. Mr. Fredericks indicated that the staff was meeting with stakeholders regarding Transportation Network Companies (TNC) and added that staff was preparing to present a policy to the Commission at the June 27, 2017 meeting during a public hearing. Mr. Fredericks noted that he is working on developing an Economic Development Advisory Group comprised of 15 members and intends to have the list by the end of May and plans to update the Commission at the June 27, 2017 meeting regarding the goals of the advisory group.

16 Ontario International Airport Authority Commission Regular Meeting Tuesday, May 23, 2017 Page 7 of 7 Mr. Fredericks noted the air carriers were briefed on the property generally bounded by Airport Drive to the north, Jurupa Street to the south, Haven Avenue to the west, and Doubleday Avenue to the east. He added that staff has met with the Federal Aviation Administration to have the property designated as surplus property and stated that the appraisal should be completed in July. President Wapner indicated that he may have a potential conflict with TNCs. He added that he has not received contributions from TNCs, but he has received contributions from taxi cab companies and noted that he would abstain from any discussion pertaining to this item. COMMISSIONER MATTERS Secretary Dunn announced that the Inland Empire is the fastest growing community with a population projection of over 7 million by She added that the demographics are in favor of the airport. She also stated that she spent the day in Sacramento discussing Senate Bill 1 which is the newly passed Road Repair and Accountability Act of 2017 and shared that the California Transportation Commission is very dedicated to getting funds out as quickly as possible and asked that partners have projects ready and encouraged all to talk to partners to see if there was a way to help the airport. President Wapner stated that San Bernardino Associated Governments and Southern California Association of Governments were working on connectors that would also benefit the airport. ADJOURNMENT President Wapner adjourned the Ontario International Airport Authority Commission meeting at 3:51 p.m. Respectfully submitted: CLAUDIA Y. ISBELL, CLERK OF THE BOARD APPROVED: ALAN D. WAPNER, PRESIDENT ONTARIO INTERNATIONAL AIRPORT AUTHORITY

17 ONTARIO INTERNATIONAL AIRPORT AUTHORITY SPECIAL COMMISSION MEETING MINUTES MONDAY, JUNE 12, 2017 (Not Official Until Approved) A special meeting of the Ontario International Airport Authority was held on Tuesday, June 12, 2017, at 1923 E. Avion Street, Room 100, Ontario, California. Notice of said meeting was duly given in the time and manner prescribed by law. CALL TO ORDER Commission President Wapner called the special Ontario International Airport Authority Commission meeting to order at 2:31 p.m. ROLL CALL PRESENT: Commissioners: Jim W. Bowman, Curt Hagman, Ronald O. Loveridge and Alan D. Wapner ABSENT: Commissioners: Lucy Dunn Also present were: Chief Executive Officer Kelly J. Fredericks, Assistant Counsel Kevin P. Sullivan, and Commission Clerk/Assistant Secretary Claudia Y. Isbell. PLEDGE OF ALLEGIANCE The Pledge of Allegiance was led by Vice President Loveridge. PUBLIC COMMENTS There were no public comments. ADMINISTRATIVE REPORTS/DISCUSSION/ACTION 1. REVIEW AND ADOPTION OF A RESOLUTION OF THE ONTARIO INTERNATIONAL AIRPORT AUTHORITY APPROVING THE CONTINUED USE OF THE AUTHORITY S CURRENT ANNUAL APPROVED BUDGET FOR FISCAL YEAR FOR A PERIOD OF THREE (3) MONTHS BEGINNING JULY 1, The Ontario International Airport Authority Commission approve Resolution No adopting and authorizing the continued use of the Authority s current approved Fiscal Year budget for the Airport s and Authority s financial and other operations for a period of up to three (3) months beginning July 1, 2017; and that the Commission authorize the Chief Executive Officer ( CEO ) and the Chief Financial Officer/Treasurer ( CFO ) of the Authority to use the Authority and Airport accounts, account balances, revenues, income, receipts and funds existing and available on and after July 1, 2017 for the financial and other operations of the

18 Ontario International Airport Authority Commission Special Meeting Monday, June 12, 2017 Page 2 of 3 Authority and Airport in a manner consistent with the current approved budget for Fiscal Year for a period of up to three (3) months beginning on July 1, 2017 RESOLUTION NO RESOLUTION OF THE ONTARIO INTERNATIONAL AIRPORT AUTHORITY APPROVING THE CONTINUED USE OF THE AUTHORITY S CURRENT ANNUAL BUDGET FOR FISCAL YEAR FOR A PERIOD OF THREE (3) MONTHS BEGINNING JULY 1, 2017 President Wapner stated Commissioners received the correspondence from the airlines as well as Mr. Fredericks. After reviewing the correspondence, and although the Commission does not need airline approval, Mr. Wapner noted the importance of starting a positive relationship with the airlines and working with them regarding their concerns. He noted that this was not unusual as this is the OIAA s first budget and there will always be issues. He added that staff was requesting a three (3) month extension of the current budget and amended the resolution to include a hiring freeze. Commissioner Hagman stated he reviewed the budget and noted that one of the Commission s core principals is to lower the operating cost at the airport, which is net cost to the airlines and increased revenue. He added that a percentage regarding the reduction in operating cost should be established year to year. Vice President Loveridge asked if there were positions that were currently being hired. President Wapner indicated that there were several positions on the organization chart that he does not feel comfortable filling until the Commission has had the opportunity to review the budget. Chief Executive Officer Fredericks asked if the hiring freeze had the same terms and conditions as the budget extension. President Wapner stated that the resolution indicated that the budget was extended for up to three (3) months and added that there was nothing stopping the Commission from acting sooner. MOTION: Moved by President Wapner, seconded by Commissioner Bowman and carried by unanimous vote of those present, with Secretary Dunn absent, to adopt Resolution No extending the current Annual Approved Budget for Fiscal Year for a period of three (3) months beginning July 1, 2017 and implementing a hiring freeze effective June 12, President Wapner Vice President Loveridge Secretary Dunn Commissioner Bowman Commissioner Hagman Yes No Absent X X X X X

19 Ontario International Airport Authority Commission Special Meeting Monday, June 12, 2017 Page 3 of 3 COMMISSIONER MATTERS Commissioner Hagman thanked staff for their hard work on the Shanghai Photography Exhibition on Thursday, June 8, He added that there was a lot of positive feedback. President Wapner announced that Ontario International Airport now has flights to China. Chief Executive Officer Fredericks announced that the FAA was awarding the OIAA and LAWA the Regional Partnership Award and stated he would bring back further information at the next meeting. ADJOURNMENT President Wapner adjourned the special Ontario International Airport Authority Commission meeting at 2:39 p.m. Respectfully submitted: CLAUDIA Y. ISBELL, ASSISTANT SECRETARY APPROVED: ALAN D. WAPNER, PRESIDENT ONTARIO INTERNATIONAL AIRPORT AUTHORITY

20 ONTARIO INTERNATIONAL AIRPORT AUTHORITY SPECIAL COMMISSION MEETING MINUTES SATURDAY, JUNE 17, 2017 (Not Official Until Approved) A special meeting of the Ontario International Airport Authority was held on Saturday, June 17, 2017, at 1923 E. Avion Street, Room 100, Ontario, California. Notice of said meeting was duly given in the time and manner prescribed by law. CALL TO ORDER Commission President Wapner called the Ontario International Airport Authority Commission meeting to order at 9:04 a.m. President Wapner announced that Commissioner Dunn had resigned effective June 16, ROLL CALL PRESENT: Commissioners: Jim W. Bowman, Curt Hagman, Ronald O. Loveridge and Alan D. Wapner ABSENT: Commissioners: None. Also present were: CEO Kelly J. Fredericks, General Counsel Lori D. Ballance, and Commission Clerk/Assistant Secretary Claudia Y. Isbell. Hearing no requests to speak, President Wapner recessed the regular meeting of the Ontario International Airport Authority to Closed Session at 9:05 a.m. with all Commissioners in attendance. CLOSED SESSION GC 54957, PUBLIC EMPLOYEE PERFORMANCE EVALUATION Title: Chief Executive Officer The Ontario International Airport Authority Commission special meeting was reconvened in public session at 12:22 p.m. CLOSED SESSION REPORT General Counsel Ballance announced that there was no reportable action.

21 Ontario International Airport Authority Commission Special Meeting Saturday, June 17, 2017 Page 2 of 2 COMMISSIONER MATTERS There were no Commissioner matters. ADJOURNMENT President Wapner adjourned the Ontario International Airport Authority Commission special meeting at 12:22 p.m. Respectfully submitted: CLAUDIA Y. ISBELL, ASSISTANT SECRETARY APPROVED: ALAN D. WAPNER, PRESIDENT ONTARIO INTERNATIONAL AIRPORT AUTHORITY

22 ONTARIO INTERNATIONAL AIRPORT AUTHORITY SPECIAL COMMISSION MEETING MINUTES WEDNESDAY, JULY 5, 2017 (Not Official Until Approved) A special meeting of the Ontario International Airport Authority was held on Wednesday, July 5, 2017, at 1923 E. Avion Street, Room 100, Ontario, California. Teleconference Location Available at: 506 Golden Creek Road, Mammoth Lakes, CA Notice of said meeting was duly given in the time and manner prescribed by law. CALL TO ORDER Commission President Wapner called the Ontario International Airport Authority Commission meeting to order at 10:00 a.m. ROLL CALL PRESENT: Commissioners: Jim W. Bowman, Curt Hagman, Ronald O. Loveridge (via teleconference) and Alan D. Wapner ABSENT: Commissioners: None. Also present were: General Counsel Lori D. Ballance, and Commission Clerk/Assistant Secretary Claudia Y. Isbell. Hearing no requests to speak, President Wapner recessed the regular meeting of the Ontario International Airport Authority to Closed Session at 10:00 a.m. with all Commissioners in attendance. CLOSED SESSION GC 54957, PUBLIC EMPLOYEE PERFORMANCE EVALUATION Title: Chief Executive Officer GC (d)(2), CONFERENCE WITH LEGAL COUNSEL, ANTICIPATED LITIGATION: Three (3) cases. The Ontario International Airport Authority Commission special meeting was reconvened in public session at 10:25 a.m. The pledge of allegiance was led by Commissioner Bowman.

23 Ontario International Airport Authority Commission Special Meeting Wednesday, July 5, 2017 Page 2 of 4 CLOSED SESSION REPORT General Counsel Ballance announced Kelly J. Fredericks resignation and the appointment of Mark Thorpe as Interim Chief Executive Officer. PUBLIC COMMENT There were no public comments. ADMINISTRATIVE REPORTS/DISCUSSION/ACTION President Wapner recused himself as he had a conflict of interest with regard to TNCs and left the room. 1. A RESOLUTION OF THE ONTARIO INTERNATIONAL AIRPORT AUTHORITY APPROVING THE TERMS AND CONDITIONS AND AUTHORIZING THE CHIEF EXECUTIVE OFFICER TO EXECUTE NON-EXCLUSIVE TRANSPORTATION NETWORK COMPANY OPERATING PERMIT(S) TO PROVIDE GROUND TRANSPORTATION SERVICES TO AND FROM ONTARIO INTERNATIONAL AIRPORT The Ontario International Airport Authority adopted Resolution No approving the terms and conditions of non-exclusive Transportation Network Company Operating Permit(s) to provide ground transportation services to and from Ontario International Airport, and authorized the Interim Chief Executive Officer, or his designee, to execute said Permit(s). RESOLUTION NO A RESOLUTION OF THE ONTARIO INTERNATIONAL AIRPORT AUTHORITY APPROVING THE TERMS AND CONDITIONS AND AUTHORIZING THE CHIEF EXECUTIVE OFFICER TO EXECUTE NON-EXCLUSIVE TRANSPORTATION NETWORK COMPANY OPERATING PERMIT(S) WITH TRANSPORTATION NETWORK COMPANIES TO PROVIDE GROUND TRANSPORTATION SERVICES AT ONTARIO INTERNATIONAL AIRPORT. Interim Chief Executive Officer Thorpe provided a report regarding Resolution No stating that approval of the item would allow companies such as Uber and Lift to operate at the airport for the first time. He noted the positive impact an approval would have on customer satisfaction. Tedd Weggeland, Chief Executive Officer of Raincross Hospitality Corporation spoke on his support of Resolution No adding that the convention business is at a disadvantage by not allowing Transportation Network Companies into the airport. He stated that an approval would put them on a level playing field.

24 Ontario International Airport Authority Commission Special Meeting Wednesday, July 5, 2017 Page 3 of 4 Commissioner Hagman stated TNCs were the number one request received at his office. MOTION: Moved by Commissioner Bowman, seconded by Commissioner Hagman and carried by a unanimous vote of the present, with President Wapner recused, to adopt Resolution No President Wapner Vice President Loveridge Commissioner Bowman Commissioner Hagman Secretary Vacancy Yes No Abstain X X X X President Wapner returned to the dais. 2. AUTHORIZE APPROVAL FOR THE CEO TO EXECUTE A PURCHASE ORDER CONTRACT WITH DIRECT AV TO UPGRADE THE EXISTING SECURITY VIDEO MANAGEMENT SYSTEM HARDWARE AT THE AIRPORT. The Ontario International Airport Authority authorized the Interim Chief Executive Officer to purchase BCD Video Server Hardware from Direct AV of Hawthorne, California. New servers are needed to support a software upgrade for the 380 existing airport security cameras at Ontario International Airport (ONT) from an analog to a digital system. This software upgrade is also necessary prior to the transition of responsibility for public safety dispatch services from Los Angeles World Airports (LAWA) to the Ontario International Airport (ONT) and the City of Ontario (the City). The cost of these new servers will not exceed $146, Interim Chief Executive Officer Thorpe provided a report regarding the acquisition of new hardware to support an upgraded a software. He added that the hardware was needed to support the transition of the current video security system from analog to digital and noted that it was also necessary to accommodate the transition of public safety and dispatch services from Los Angeles World Airports to Ontario Police Department. Commissioner Hagman stated that he spoke to Mr. Thorpe about the item and noted he was in favor of moving forward quickly. He also stated he had more technical questions. He amended staff s recommendation to reflect an amount not to exceed $150,000 so that there is some time to follow up with the technical side of things. MOTION: Moved by Commissioner Hagman, seconded by Commissioner Bowman and carried by a unanimous vote by those present, to approve a purchase order not to exceed $150,000 for equipment and software.

25 COMMISSIONER MATTERS Ontario International Airport Authority Commission Special Meeting Wednesday, July 5, 2017 Page 4 of 4 Commissioner Hagman suggested that there be a regular time and date for meetings. He announced the arrival of a full Taiwanese Delegation including the Mayor of Taiwan and the Chief Executive Officer of China Airlines at the Ontario International Airport on July 6, 2017 for a signing ceremony regarding a USA-Taiwan Promotion of Exchange between Airport Cities and Operators Joint Statement. President Wapner stated Commissioner Hagman was the Chair of the International sub-committee and expressed his appreciation to Commissioner Hagman and Interim Chief Executive Officer Thorpe for all of their hard work. ADJOURNMENT President Wapner adjourned the Ontario International Airport Authority Commission special meeting at 10:32 a.m. Respectfully submitted: CLAUDIA Y. ISBELL, ASSISTANT SECRETARY APPROVED: ALAN D. WAPNER, PRESIDENT ONTARIO INTERNATIONAL AIRPORT AUTHORITY

26 ONTARIO INTERNATIONAL AIRPORT AUTHORITY Agenda Report uly 25, 2011 SECTION: CONSENT CALENDAR!SUBJECT: OIAA COMMISSION APPROVAL OF STIPENDS AS REQUIRED BY AUTHORITY BYLAWS RECOMMENDED ACTION(S): That the Ontario International Airport Authority Commission approve additional stipends per Article IV, Section 6 of the Authority's Bylaws. BACKGROUND: Article IV, Section 6 of the Authority's Bylaws states as follows: "No salary: Reimbursement for Expenses: Stipends. The members of the Commission shall receive no salary but shall be reimbursed for necessary expenses (including mileage in accordance with standard IRS mileage reimbursement rates) incurred in the performance of their duties. Additionally, commissioners will receive a stipend in the amount of one hundred fifty dollars ($150.00) for attendance at each Commission meeting, standing committee meeting, ad hoc committee meeting, and any Authority-related business function. A maximum of six (6) stipends are permitted per month. An additional two (2) stipends are permitted with prior approval of the President. More than eight (8) stipends per month will require approval by the full Commission." During the month of May 2017, OIAA Commissioner Hagman attended two (2) additional Authority-related business functions. During the month of June 2017, he attended one (1) additional Authority-related business function. Full Commission approval is needed to approve payment of stipends. FISCAL IMPACT AND SOURCE OF FUNDS: OIAA operating revenue. STAFF MEMBER PRESENTING: Claudia Y. Isbell, Commission Clerk Prepared by: Department: Interim Chief Executive Officer Approval: Claudia Y. Isbell Submitted to OIAA: General Counsel Review: OIAA Approved: Continued to: a.$denied Page 1 of2 July 25, 2017 June Item No. 03

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28 ONTARIO INTERNATIONAL AIRPORT AUTHORITY Agenda Report uly 25, 2011 SECTION: CONSENT CALENDAR!SUBJECT: SECOND READING AND ADOPTION OF AN ORDINANCE OF THE COMMISSION OF THE ONTARIO INTERNATIONAL AIRPORT AUTHORITY, ESTABLISHING A CONFLICT OF INTEREST CODE. RECOMMENDED ACTION(S): That the Ontario International Airport Authority Commission adopt Ordinance No establishing a Conflict of Interest Code as required by the Political Reform Act (Government Code Section 81000, et seq). BACKGROUND The Political Reform Act (Government Code Section 8100, et seq.) requires state and local government agencies to adopt and promulgate conflict of interest codes. The Fair Political Practices Commission has adopted a regulation (2 California Code of Regulations Section 18730) that contains the terms of a standard conflict of interest code, which can be incorporated by reference in the Authority's code. After public notice and hearing, the standard code may be amended by the Fair Political Practices Commission to conform to amendments in the Political Reform Act. Therefore, the terms of 2 California Code Regulations Section and any amendments to it duly adopted by the Fair Political Practices Commission are hereby incorporated by reference. This regulation and the Exhibits A and B, desi gn ating positions and establishing disclosure categories, shall constitute the conflict interest code of the Ontario International Airport Authority ("Authority"). Individuals holding desi gn ated positions shall file their statements of economic interest with the Authority, which will make the statements available for public inspection and reproduction (Gov. Code Sec ). All statements will be retained by the Authority. At its meeting on May 23, 2017, the Authority introduced for first reading an Ordinance establishing and approving a Conflict of Interest Code pursuant to Government Code Section 8100, et seq. The Ordinance is now presented to the Authority for final adoption. STAFF MEMBER PRESENTING: Claudia Y. Isbell, Commission Clerk Prepared by: Department: ::: ::c hief Claudia Y. Isbell OIAA cl IA!I /}a,l p ) Denied: Officer Approval: jj!jfivli L[ Submitted to OIAA: General Counsel Review: Approved: Continued to: July 25, 2017 June Item No. 04 Page 1 of2

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50 NOTICE A material false statement, omission, or fraudulent inducement made in connection with this OIAA Conflict of Interest Form is sufficient cause for rejection of the contract proposal or revocation of a prior contract award. SECTION 3: Severability. If any section, sentence, clause or phrase of this Ordinance or the application thereof to any entity, person or circumstance is held for any reason to be invalid or unconstitutional, such invalidity or unconstitutionality shall not affect other provisions or applications of this Ordinance which can be given effect without the invalid provision or application, and to this end the provision of this Ordinance are severable. The Commission of Ontario International Airport Authority hereby declares that it would have adopted this Ordinance and each section, sentence, clause or phrase thereof, irrespective of the fact that any one or more section, subsections, sentences, clauses or phrases be declared invalid or unconstitutional. SECTION 4: Effective Date. This Ordinance shall become effective thirty (30) days following its final adoption. SECTION 5: The President shall sign this Ordinance and the Commission Clerk shall certify as to the adoption and shall cause a summary thereof to be published at least once, in a newspaper of general circulation in the City of Ontario, California within fifteen (15) days of the adoption. The Commission Clerk shall post a certified copy of this Ordinance, including the vote for and against the same, in the Office of the Commission Clerk, in accordance with Government Code Section PASSED, APPROVED, AND ADOPTED this 26th of July, ATTEST: ALAN D. WAPNER, PRESIDENT ONTARIO INTERNATIONAL AIRPORT AUTHORITY CLAUDIA Y. ISBELL, COMMISSION CLERK ASSISTANT SECRETARY 21

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53 ONTARIO INTERNATIONAL AIRPORT AUTHORITY Agenda Report uly 25, 2017 SECTION: CONSENT CALENDAR!SUBJECT: RATIFYING THE USA-TAIWAN PROMOTION OF EXCHANGE BETWEEN AIRPORT CITIES AND OPERATORS JOINT STATEMENT OF JULY 6, RECOMMENDED ACTION(S): That the Ontario International Airport Authority (OIAA) ratify the USA-Taiwan Promotion of Exchange between the Airports Cities and Operators Joint Statement that was executed at a signing ceremony that took place on Thursday, July 6, BACKGROUND: Taoyuan City, Republic of China (Taiwan) and San Bernardino County, California, USA established a sister city agreement on February 24, On this account, Mayor Wen-Tsan Cheng oftaoyuan City, Supervisory Curt Hagman of San Bernardino County, and the airport representatives, Board Director Deng-Ke Shiau oftaoyuan Airport Corporation, and members of the OIAA Commission held a signing ceremony on July 6, 2017, at the Ontario International Airport. Through exchange among the City, County, and airport operators, Mayor Cheng, Supervisor Hagman, Commission Members, and representatives of their organizations, wish to deepen their friendship to promote mutual welfare and prosperity and to further boost the development of both airport cities. Representatives from all four parties have declared the following: 1. In order to enhance the competitiveness and to create job opportunities for Taiwan and the USA, Taoyuan City and San Bernardino County will expand cooperation in identified areas including, but not limited to, transportation, logistics, economy, trade, tourism, and culture. 2. In order to market the features of the two locations and both airports, Taoyuan Airport Corporation and OIAA will demonstrate partnership through the promotion of San Bernardino County and Taoyuan City, respectively, for the purpose of promoting each other and highlighting the direct ties to Ontario International Airport and Taoyuan International Airport. J 3. All parties agreed to engage in cooperative efforts to make Taoyuan International Airport and Ontario International Airport the new hub of civil aviation industry between Republic of China (Taiwan) and Southern California, USA. STAFF MEMBER PRESENTING: Mark A. Thorpe, Interim Chief Executive Officer Prepared by: Department: Interim Chief Executive Officer Officer Approval: Claudia Y. Isbell OIAA Submitted to OIAA: General Counsel Review: Approved: Continued to: Denied: July July 10, 2017 Item No. 05 Page 1 of 1

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56 ONTARIO INTERNATIONAL AIRPORT AUTHORITY Agenda Report uly 25, 2017 SECTION: CONSENT CALENDAR!SUBJECT: APPROVE A CONSULTATION AGREEMENT WITH WOODLAWN CONSULTING, LLC FOR CONSULTING SERVICES RELATING TO LAND DEVELOPMENT AND OTHER RELATED PROCEEDINGS OF THE ONTARIO INTERNATIONAL AIRPORT AUTHORITY RECOMMENDED ACTION(S): That the Ontario International Airport Authority approve a Consultation Agreement with Woodlawn Consulting, LLC for consulting services relating to land development and other related proceedings of the Ontario International Airport Authority. FISCAL IMPACT SUMMARY: If the Consultation Agreement is approved, Woodlawn Consulting, LLC (Woodlawn) will receive a monthly retainer fee from OIAA in the amount of twenty thousand dollars ($20,000.00) per month for a period of three (3) years from the effective date of the Agreement, for a total amount of seven hundred and twenty thousand dollars ($720,000.00). If OIAA terminates the Agreement without cause or reason, Worthington must be compensated in an amount reflecting the remaining portion of the term of the Agreement, for an amount up to seven hundred and twenty thousand dollars ($720,000.00). BACKGROUND Under the OIAA's Joint Powers Agreement, the City of Ontario and the County of San Bernardino are to provide the overall direction for the management, operations, development, and marketing of Ontario International Airport (ONT). Woodlawn desires to perform and assume responsibility for the provision of certain professional services required by the OIAA on the terms and conditions as set forth in the Consultation Agreement, provided in its entirety as Attachment A. Woodlawn and its professionals and agents are experienced in providing these specified consulting services. Woodlawn will act as an independent contractor in the performance of its duties under the Consultation Agreement. [STAFF MEMBER PRESENTING: Mark A. Thorpe, Interim Chief Executive Officer Prepared by: Department: Chief Executive Officer Approval: Mark A. Thorpe OIAA Submitted to OIAA: General Counsel Review: Approved: f? _a edto: g :: Page 1 of2 July 25, 2017 July 19, 2017 Item No. 06

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60 ONTARIO INTERNATIONAL AIRPORT AUTHORITY Agenda Report uly 25, 2017 SECTION: ADMINISTRATIVE REPORTS/DISCUSSION/ ACTION!SUBJECT: AUTHORIZE APPROVAL OF THE CEO TO NEGOTIATE AND EXECUTE A 6 MONTH CONTRACT BETWEEN MEAD & HUNT AND THE OIAA FOR MONTH-TO-MONTH ENGINEERING, ARCHITECTURAL, SURVEY, AND CONSTRUCTION INSPECTION SUPPORT SERVICES AT THE ONTARIO INTERNATIONAL AIRPORT. RECOMMENDED ACTION{S}: That the Ontario International Airport Authority authorize the CEO to negotiate and sign a contract with Mead & Hunt for as-needed engineering, architectural, survey, and construction inspection support services at the airport for a 6-month period, for a not-to-exceed monthly amount of (up to) $60,000 until OIAA staff is able to procure similar services from one or more firms via an RFQ process. FISCAL IMPACT SUMMARY: If approved, Mead & Hunt would be retained on an as-needed 6-month not-to-exceed amount of (up to) $60,000 per month. Funding the Mead & Hunt contract would require use of funds from the OIAA's FY 2017 /18 budget, or any other budget adopted, continued, or approved by the O IAA Commission. BACKGROUND The OIAA was formed in August 2012, under a Joint Powers Agreement (JPA) between the City of Ontario and the County of San Bernardino, to provide overall direction for the management, operations, development, and marketing of Ontario International Airport (ONT). As part of the preparation for transfer of ownership, the OIAA identified a need for engineering support services during this transition period. After transfer of ownership, the OIAA identified the critical need for immediate engineering support services for ongoing projects as LAW A did not have any engineering staff located at ONT to manage tenant improvement or capital improvement projects, and would have no engineering staff that would be transferred as part of the Staff Augmentation Agreement. PROCUREMENT!STAFF MEMBER PRESENTING: Bruce Atlas, Chief Operating Officer Prepared by: Department: Bruce Atlas OIAA Interim Chief Executive Officer Approval: ':(// {).. Page 1 of2 Submitted to 0IAA: Ju_l_._y_2 5, 2_0 1 7 General Counsel: July 12, 2017 Review: Approved: Continued to: Denied: Item No. 08

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62 ONTARIO INTERNATIONAL AIRPORT AUTHORITY Agenda Report July 25, 2017 SECTION: ADMINISTRATIVE REPORTS/DISCUSSION/ACTION [SUBJECT: APPROVE AND AUTHORIZE EXECUTION OF SECOND AMENDMENT TO LEASE ONT 7994 BETWEEN ONTARIO INTERNATIONAL AIRPORT AUTHORITY AND GUARDIAN AIR SERVICES, LLC AT ONTARIO INTERNATIONAL AIRPORT RECOMMENDED ACTION(S): That the Ontario International Airport Authority Commission approve and authorize execution of the second amendment to Lease ONT 7994 between Ontario International Airport Authority and Guardian Air Services, LLC at Ontario International Airport. FISCAL IMPACT: Initial increased monthly rent income from this lease would be $29,332.14, retroactive to January 1, 2017 under the Second Amendment, which replaces and supersedes the First Amendment. A one-time lease execution fee of $150, would also be paid by Guardian upon signing and delivery of a fullyexecuted lease. Total rent payments during the Initial Extended Term of 15 years (through the end of2032) for the Existing Premises are expected to be about $5,300,000, plus future annual rent adjustments and 5-year market rate adjustments that will apply over the course of the lease. BACKGROUND On March 28, 2017, the OIAA Commission directed staff to negotiated and prepared a Second Amendment to Lease ONT-7994 between OIAA and Guardian at Ontario International for OIAA consideration. STAFF MEMBER PRESENTING: Mark A. Thorpe, Interim Chief Executive Officer Prepared by: Department: Interim Chief Executive Officer Approval: Mark A. Thorpe OIAA Submitted to OIAA: General Counsel Review: Approved: Continued to: July 25, 2017 July Item No. 09 Page 1 of3

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65 ONTARIO INTERNATIONAL AIRPORT AUTHORITY Agenda Report uly 25, 2011 SECTION: ADMINISTRATIVE REPORTS/DISCUSSION/ACTION!SUBJECT: AUTHORIZE APPROVAL OF THE CEO TO NEGOTIATE AND EXECUTE TWO CONTRACTS FOR AIRPORT MEDIA AND ADVERTISING CONCESSION SERVICES AT THE ONTARIO INTERNATIONAL AIRPORT. RECOMMENDED ACTION(S): That the Ontario International Airport Authority (OIAA) authorize the CEO to negotiate and sign the following two contracts: (1) an Airport Advertising Agreement (for interminal, outdoor, and airport parking advertising programs at Terminals 2 and 4) with Lamar Airport Advertising Company; and (2) a Sign Location Lease (for outdoor static and digital billboard sign locations) with The Lamar Companies. FISCAL IMPACT SUMMARY: If approved, under the proposed Airport Advertising Agreement, Lamar will make a significant capital investment and pay to the OIAA the greater of either 55% of Lamar's gross advertising sales revenue or a minimum annual guarantee of $350,000. Under Lamar's Sign Location Lease Lamar agrees to pay to the OIAA the greater of either $10,000 per year for three static billboard locations or 25% of gross advertising sales revenue, and for the digital billboard location(s) Lamar will pay the greater of either $40,000 per year or 25% of gross advertising sales revenue. Total projected revenue to the OIAA under both contracts is anticipated to be in excess of $7.6 million over the next ten years. BACKGROUND: On January 30, 2017, OIAA issued a Request for Proposal (RFP) for an Airport Media and Advertising Concession Program. The RFP requested responders to provide creative and innovative approaches to enhance the ONT passenger experience and increase non-aviation revenue. Proposers were asked to provide details on an advertising program to sell, construct, purchase, install, operate, maintain, and service advertising of all mediums in and around the passenger terminals and at other locations, including parking venues, along with an opportunity to solicit and negotiate airport sponsorships and naming rights. STAFF MEMBER PRESENTING: Mark A. Thorpe, Interim Chief Executive Officer Prepared by: Mark A. Thorpe Submitted to OIAA: Department: General Counsel o Review: OIAA Approved: Continued to: Interi Chief Denied: Executive Officer Approval: (._.,, July 25, 2017 July 11, 2017 Item No. 10 Page 1 of3

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